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The global economy appears poised for gradual recovery from the geopolitical tensions, and the pandemic in 2022. Commodity prices that rose sharply following Russias invasion of Ukraine have moderated, but the war continues, and geopolitical tensions are high. Supply-chain disruptions are unwinding, while the dislocations to energy and food markets caused by the war are receding. Policymakers efforts to contain weakening global financial conditions, and reduced interest-rate-hiking cycles have contributed to the robust start of emerging market asset prices in Current Year 2023.

India faced challenges like easing commodity prices, weakened pandemic-era demand, fading base effect, tightening financial conditions, volatility, capital flow reversals, depreciation, and global trade slowdown. Strong macroeconomic fundamentals provided protection. Indias growth continues to be resilient despite some signs of moderation in growth. The Union Budget 2023-24s emphasis on capital expenditure is anticipated to stimulate private investment, boost job creation and demand, and boost Indias potential growth. Indias economic growth is driven by a surge in domestic consumption, rise in capital expenditure, foreign investments, supportive Government policies, a thriving manufacturing sector, and impressive export performance. Caution required for global developments and spill-overs. As reported by NSO in its Second Advanced Estimates Report, Indias growth in GDP during 2022-23 is estimated at 7.0% as compared to that of 9.1% in 2021-22.

COMPANY OVERVIEW

De Nora India Limited (‘DNIL) mainly catering to chlor-alkali industry for manufacture and coating of anode and cathode for electrolytic process, these electrodes are used by customers to produce Caustic soda and Chlorine which are building blocks in thousands of products that make life safer, healthier, easier, more comfortable, more energy efficient in one word more innovative. The product portfolio also includes anodes (LIDA ) for cathodic protection systems of steel structure, Platinized titanium anodes and GREENCHROME TM anodes for surface finishing application, Electrochlorination systems for water disinfection. De Nora vision is to deliver innovative technologies, products, and services to meet future challenges coming from environmental and industrial needs.

Recoating of anode and cathode is a specialised process, formulation of which involves use of noble metals. These formulations and processes are proprietary and because of its affiliation to ‘Industrie De Nora, the Company has the authority to use these formulations and processes, giving it the prominent market share in India. DNIL not only provides support to caustic soda industry customers in India but is also equipped to give technical support to electrolytic processes sector.

Despite the global economic challenges, Company maintains a positive outlook. We feel pride and gratitude of being part of a very resilient Group made of colleagues difficulties who continue to do their best to overcome the experienced and to keep our customers happy and engaged with us. The prevailing uncertainties in the geopolitical landscape give very practical meaning to De Noras purpose of empowering collaboration and championing resilience.

DE NORA GROUP

Industrie De Nora S.p.A. (hereinafter the “Parent Company” and together with its subsidiaries the “De Nora Group”) is a joint-stock Company incorporated and registered in Italy. The registered office of Parent Company is located at Via Bistolfi 35, Milan (Italy). On June 30, 2022, the parent Company completed the process of listing its ordinary shares on Euronext Milan Market. De Nora group is celebrating its centennial year in 2023. De Nora Group prides itself of 100 years in the electro-chemical industry. It was hundred years ago in 1923 when our founder Oronzio De Nora became an electrochemical entrepreneur and founded De Nora Group. Electrochemistry wouldnt have been the same if Oronzio De Nora hadnt had the visionary intuition which brought him to register his first patent in 1923. Today De Nora Group, specializing in electrochemistry, is known as a leading global player in sustainable technologies and is a world leader in the supply of technologies for the production of chlorine and caustic soda and the largest supplier of electrodes for the electrochemical industry.

INDUSTRY STRUCTURE AND DEVELOPMENTS

The chlor-alkali industry in India is an important component of the basic chemicals industry. Caustic soda, soda ash, chlorine alongside hydrogen and hydrochloric acid comprise the chlor-alkali industrys components. These chemicals find their applications in several industries such as textiles, chemicals, paper, PVC, water treatment, alumina, soaps & detergents, pharmaceuticals, glass, chlorinated paraffin wax, among others. The various technologies, which are being used in the chlor-alkali industry, include mercury, membrane cell and diaphragm cells. In India, membrane cell technologies are widely used for caustic soda production. Most of the modern medicines today rely on chlor-alkali chemistry for part of their production process for which is likely to favour ancillary industries of chlor-alkali. Chlor-Alkali industries are adopting upgraded membrane cell zero-gap technologies to reap benefits of lower power consumption per ton of caustic produced for ex: nX-BiTAC & BM2.7 generation VI electrolyzers. DNIL is also the leading service provider of anode and cathode elements used in these latest zero gap technology membrane cell electrolyzers. DNIL performs recoating and mechanical retrofitting repairs to the anode and cathode half shells and with zero gap solution to cathode structure used in the membrane cell technology of the chlor-alkali industry. The dynamics of the chlor-alkali industry has a considerable effect on the overall performance of the Company.

DNIL is the industry leader in technology and in this continuing challenging environment DNIL has made extra efforts to keep the cell technology competitive by reducing power consumption and is continuously redefining its business model to maintain margins and to best deliver value to its stakeholders by ensuring continuous improved productivity and good financial performance.

OPPORTUNITIES AND THREATS

The Goa factory is equipped with all the necessary equipment and facilities to meet the demands of the chlor-alkali industry. The Company continues to remain the market leader in the chlor-alkali and cathodic protection systems business. The main activity of the Company is dependent on recoating of electrodes for membrane cell electrolyzers in chlor-alkali plant, which is cyclic in nature because the life of the coating lasts for 6 to 8 years. The income from recoating business contributes a major share in the Companys total income. The mercury cell plants have gradually been converted to membrane cell plants. The Company does not get the business of anode/ cathodes coating at this conversion stage since these are inbuilt in the new cells and the complete set of cell elements are imported by the customers. The Company is not in the business of manufacturing membrane cell elements and the recoating business in respect of these anode/cathodes will happen only after 8 years.

The chlor-alkali market in India is undergoing consolidation in recent past & entry of newer technology suppliers has put the Company in more challenging environment to continue defined to maintain its market share.

SEGMENT WISE OR PRODUCT WISE PERFORMANCE

An annual turnover of Rs 7,358.02 lakhs was registered by the Company during the year under review from the sale of its products.

(Amount Rs in Lakhs)

Segment

2022-23 Contribution (%) 2021-22 Contribution (%)
Electrode 7,254.55 99% 6,883.43 93%
Technologies
Water 103.47 1% 533.22 7%
Technologies

Total

7,358.02 100% 7,416.65 100%

OUTLOOK

The Caustic Soda market in India remains in a long position, as capacity additions continue without interruption, in line with steady demand. Expected capacity growth of Caustic Soda Industry in Next five years (2021-22 to 2026-27) is estimated to be CAGR of 10.6%. (Source: Annual Industry review 2021-22 by AMAI).

The Company is looking forward to maintaining its position of market leader in membrane recoating activity and cathodic protection systems. DNIL is catering to mostly India and South East Asia region.

RISKS & CONCERNS

Risk management is embedded in all processes across the Companys operating framework. The Companys approach to addressing business risks is comprehensive and includes a framework for identifying, monitoring, assessing, mitigating and reporting such risks. Risk Control Matrix has been prepared for all the key processes and business transactions. The Board and the Audit Committee periodically reviews the risk management framework and formulates strategies to mitigate those risks. The Senior Management team led by the Managing Director, is responsible to proactively manage risks with appropriate mitigation measures and implementation thereof. Disruptive technology changes, drastic raw material price changes, potential supply chain disruptions, and regulatory changes have been identified as the some of the main sources of risk in the coming years. Moreover, longer supply chain distribution lead times, changes in import policy are likely to further affect the overall supply chain of critical raw materials required in production. Due to the sharp slowing down of major economies due to Russia-Ukraine war which is likely to have an impact on the earnings of the Company in short and medium term. Also, the Companys operations may be impacted due to incapacitation of supply chain, logistics, reduced productivity due to suppliers inability to adhere to the contractual terms may impact the Company.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The responsibility for establishing and maintaining adequate internal control lies with the Management of the Company. This internal control mechanism comprises a well- organization, which undertakes time bound audits and reports its findings to the Audit Committee, documents policy guidelines and determines authority levels and processes. The Company also has an Internal Audit function to provide reasonable assurance regarding the effectiveness and efficiency of operations, safeguarding of assets, reliability of financial records and reports and compliance with applicable laws and regulations. To ensure and review the effectiveness and implementation of the systems and operations, the Audit Committee regularly reviews them, and further initiates corrective actions wherever deemed necessary.

The application systems for the business is backed by an integrated SAP Accounting System which provides complete integration of all transactions including financial transactions and statements. Processes and systems are subject to Internal Audit through an annual internal audit plan approved by the Audit Committee. These are further supported by the Statutory Auditors who validate that the financial reporting is true and fair. The results of all audits are discussed with the Senior Management and reviewed by the Audit Committee on a quarterly basis.

FINANCIAL PERFORMANCE

The financial results of operations of the Company for the year under review are detailed in the Directors Report. As per the same, the Companys operations have resulted in a pre-tax profit of Rs 2,715.30 lakhs for the current year as against Rs 2,095.76 lakhs for the previous financial year. The post-tax profit for the current year is Rs 2,027.60 lakhs whereas it stood at Rs 1,545.04 lakhs for 2021-22.

The Earning per Share (EPS) (Basic & Diluted) of your Company for the financial year ended March 31, 2023, was at Rs 38.19.

DETAILS OF SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS

Key Financial Ratios

FY 2022-23 FY 2021-22 Change (%)

Reason/ Explanation

Debtors Turnover Ratio

5.11 6.54 -22%

Realisation of current sales within credit limits contributing favourable to the receivables at the year end.

Inventory Turnover Ratio

1.00 1.39 -28%

Improvement in business volume resulting in better cost of sales.

Interest Coverage Ratio

- - -

Not applicable as company is debt free.

Current Ratio

7.61 7.06 8%

Investments in short term liquid assets

Debt Equity Ratio

- - -

Not applicable as company is debt free.

Return on Net Worth (%)

20% 19% 5%

Increase in profit on account of improvement in margin on revenue.

Operating Profit Margin (%)

37% 29% 28%

Net Profit Margin (%)

28% 21% 33%

MATERIAL DEVELOPMENT IN HUMAN RESOURCES/ INDUSTRIAL RELATIONS

We are pleased to announce that Group De Nora is celebrating 100th anniversary and has planned many activities during the year to mark the milestone. To commemorate the occasion a book was also released, De Nora - Stories from a Century of Life. It tells the story of our 100-year race towards the future, highlighting our unwavering dedication to innovation and sustainability. The book is now available in bookstores worldwide and online. Safety and health at the workplace is the number one priority for your company. This year too, we celebrated the National Safety week held between 4th to 10th March, by organizing a poster making competition. The theme of the competition was Safety at work. The competition received huge response and many beautiful posters were conceived. Further, the Company has implemented many best practices across the plant to reduce mishaps and ensure a safe workplace. We also celebrated the World Day for Safety and Health at Work on 28th April by distributing Safety booklets to all our employees.

International Womens Day: Your Company believes in a world free from stereotypes and discrimination. Gender equality is crucial for cultural, social, economic, and political progress. Your Company is committed to promoting inclusivity and diversity by embracing our unique identities and working towards a more equitable future. Your Company empowers women to achieve their full potential and create a world where equality is a reality for all. Your

Company celebrated the International Womens Day with the theme Embrace Equity to work towards a fair and just world for everyone.

Innovation Awards: Industrie De Nora globally awards the three locations which contributed the most Innovative ideas under the Innovation Governance policy. Your Company, De Nora India was awarded the 3rd most Innovative location. A celebration event combined with team building activities was held for the workers and staff.

As on March 31, 2023, there were 49 permanent employees on the rolls of the Company.

Employee & Industrial Relations

Your Company maintained cordial and harmonious relationship with all the employees. Any issues that arose were amicably settled through regular and healthy discussions with the workmen. There was no occurrence of any untoward incident in the Company during the year. Your Company has also encouraged wholehearted participation of the employees and union in improving productivity as well as quality of its products. Ensuring high productivity, employee satisfaction and persistent motivation are the key focus areas of the HR team.

KMPs/Senior Management Personnel & Other Staff

As recommended by the Nomination and Remuneration Committee (NRC), the Board has adopted a Remuneration Policy for KMPs/Senior Management Personnel. The remuneration is recommended by the NRC based on factors such as industry benchmarks, the Companys performance vis-a-vis the industry, performance/track record of the KMPs/Senior Management Personnel. The Remuneration paid to other staff is based on the grade, role and position in the Company, the experience, qualification, skills and competencies of the related employees. There exists a global Compensation System (CS), led by human resources, which is set with the aim of: being competitive to attract and retain talents on the local job markets where DNIL operates. paying fairly for accountability and on merit rewarding solid and outstanding performance, i.e. people results.

The objective is to ensure that the compensation motivates the employees to give their best performance.

CAUTIONARY STATEMENT

Statements in this ‘Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations, plans or predictions or industry conditions or events are ‘forward-looking statements within the meaning of applicable laws and regulations. Actual results, performance or achievements could differ materially from those expressed or implied. Important factors that would make a difference to the Companys operations include demand-supply conditions, raw material prices, changes in government regulations, tax regimes, economic developments within the country and outside the country and other factors such as litigation and labour negotiations.